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A return to firm life

Differing reasons behind two in-house counsels’ move back to private practice
|Written By Jennifer Brown
A return to firm life
Av Maharaj, former vice president and chief counsel at Kellogg has moved into an of counsel position at Faskens. Photo: Sandra Strangemore

It’s not often you see in-house lawyers return to the law firm fold, but two recent examples show experienced lawyers are finding new opportunities as outside counsel.

Before joining Blake Cassels & Graydon LLP two months ago, Paul Rand was senior counsel at RBC, where he advised the capital markets business and the retail and commercial banking business. He began his legal career as a banking and securities litigator and spent seven years at RBC.

Last fall, he met Blakes’ chairman Brock Gibson at a conference and a discussion took place about what a role for Rand might look like at the firm.

“I saw it as a chance to move to a platform I thought would help me grow my career,” says Rand. “It was the opportunity to be in a place where there are broader horizons.”

Some in-house lawyers have quietly said in the last few years, as large legal

departments continue to grow, it can be difficult for in-house counsel under the GC level to move into more senior legal roles. Rand agrees some legal groups can be “static” but his interest was more in pursing the practice of law in his specialized area of securities.

“I wouldn’t call it a conventional move, but a firm like Blakes is really interested in different perspectives,” he says. “I think they saw the value in a specialized focus and value in someone with the client’s perspective and experience as a valuable offering. For me it was something to jump at.”

Generally, the longer a person remains in-house, the more challenging it can be to return to private practice, says Carrie Heller of The Heller Group Legal and Executive Search Inc.

“At the more senior levels, when a lawyer is attempting to return to private practice, firms will often look for a portable book of business, which is difficult to have if you have been in-house,” says Heller.

There are, of course, exceptions. In some cases, firms want the expertise, knowledge, and connections gained while in-house.

“For example, in-house experience gained at the [Ontario Securities Commission] is often desirable for law firms. As well, in certain cases the corporate work of their former employer may follow the candidate once he/she moves in-house which is also attractive to firms,” she says.

For Rand, while he saw opportunities at RBC to move into other business units, it was a desire to further specialize in securities law that made him consider a return to law firm practice.

“I’m really interested in practising law and the business of practising law. There are a lot of opportunities in a big organization like a bank to move from the law group into senior business positions but I wanted to maintain my legal practice,” he says.

Rand’s focus at Blakes will be on derivatives and securities issues.

“I think if you’re going to learn to be a derivatives lawyer it’s probably best done at one of the big banks so that’s what I had been doing at RBC, and there is a strong appetite at Blakes to bolster and develop that area in light of all the regulatory reform going on in derivatives.”

For Av Maharaj, former vice president and chief counsel at Kellogg Canada and Kellogg International, a return to the law firm he was at before going in-house 10.5 years ago was appealing from the perspective of applying entrepreneurial business interests gained during his time in-house. Similar to Rand, Maharaj has moved into an of counsel position at Fasken Martineau DuMoulin LLP.

For Maharaj his new position came about when Kellogg recently went through a multi-billion restructuring in which all international vice president positions were affected, including his. In fact he assisted with the restructuring.

“It was very amicable at the end and I knew fairly well in advance it was going to happen,” he says.

Maharaj spoke to Canadian Lawyer magazine earlier this year in a story about the state of Canadian in-house counsel working for global or U.S.-based companies.

“As the business goes, so does legal,” Maharaj said in January.

Feeling the crunch from increased competition in the breakfast cereal and snack market and as fickle consumers abandoned their traditional morning cereal for other options, Kellogg suffered. Last November, the company announced a four-year cost-cutting plan that involved eliminating up to seven per cent of its global workforce, or about 2,000 jobs.

Kellogg distributes and sells products in 180 countries and as VP and chief counsel international Maharaj was responsible for overseeing the majority of the legal staff in those countries and reported to the company’s general counsel in the U.S.

Drawing on his global contacts, Maharaj says at Faskens he will be working on mergers and acquisitions, predominantly looking for transactions that clients of the firm would be interested in and connecting them with other clients or opportunities.

“It’s really about sourcing mergers and acquisitions for clients of the firm,” he says. “It’s more about developing the business rather than the legal aspects of it.”

Maharaj, who is a former chairman of Legal Leaders for Diversity, will also have a role in diversity initiatives at the firm.

“I think law firms are starting to take notice in the last few years especially with LLD and now [Law Firm Diversity and Inclusion Network], and so this is an opportunity to use that experience I have to help Faskens in this process,” he says.

Maharaj says the opportunity came up when he was having lunch one day with the firm’s Ontario managing partner, Martin Denyes. He says it was more appealing to him than seeking out another in-house position at this time.

“This is something entrepreneurial even in an external context and I thought it was time to do something a little different and leverage some of my skills as a general counsel and my contacts, but also from an in-house perspective I had a lot of exposure to the business and this marries up those skills,” he says.

Increasingly, he says clients are looking for ways in which their firms are adding value.

“I think other professional services firms probably do this a little better than law firms but the opportunity here is increasing touch points with clients and having more meaningful interaction because you have a great discussion point to get to and you’re potentially going to increase your business with that client,” he adds.

Returning to the role of external counsel means returning to a culture that keeps close track of the time, but Maharaj says that will be slightly different for him this time around.

“If you’re going to embrace this model you’re going to have to embrace all parts of it. I think the model we have here at Faskens works well for myself and the firm in the sense that it’s not the traditional billable by hours but more how do we increase client interactions and get deals flowing,” he says.

Rand says he is on the billable-hour track again but sees it as “part of the deal.”

“I don’t think any lawyer necessarily relishes the process of recording their time, like others I’m acutely aware that this is the business,” he says.


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